Representations and Warranties of Yunfeng; Covenants of Yunfeng. The representations and warranties of Yunfeng contained in Section 3.2 hereof shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or material adverse effect, which shall be true and correct to such extent) as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct in all material respects as of such specified date); provided that each representation or warranty made by Yunfeng in Section 3.2(a) shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct as of such specified date); and Yunfeng shall have performed, satisfied and complied in all material respects with the covenants and agreements required by this Agreement to be performed, satisfied or complied with by Yunfeng at or prior to the Closing Date (including payment of the YF Aggregate Purchase Price as required pursuant to Section 2.3(b)(i) hereof).
Appears in 2 contracts
Samples: Share Purchase and Shareholders Agreement (Alibaba Group Holding LTD), Share Purchase and Shareholders Agreement (Ali YK Investment Holding LTD)
Representations and Warranties of Yunfeng; Covenants of Yunfeng. The representations and warranties of Yunfeng contained in Section 3.2 hereof shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or material adverse effect, which shall be true and correct to such extent) as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct in all material respects as of such specified date); provided that each representation or warranty made by Yunfeng in Section 3.2(a) shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct as of such specified date); and Yunfeng shall have performed, satisfied and complied in all material respects with the covenants and agreements required by this Agreement to be performed, satisfied or complied with by Yunfeng at or prior to the Closing Date (including payment of the YF Aggregate Purchase Price as required pursuant to Section 2.3(b)(i) hereof and, if applicable, payment of the YF Additional Purchase Price as required pursuant to Section 2.4(c)(ii) hereof).
Appears in 2 contracts
Samples: Share Purchase and Shareholders Agreement (Alibaba Group Holding LTD), Share Purchase and Shareholders Agreement (Ali YK Investment Holding LTD)